Warden Andrew 4
4 · SEMrush Holdings, Inc. · Filed Apr 3, 2026
Research Summary
AI-generated summary of this filing
SEMrush CMO Andrew Warden Withholds 2,801 Shares for Taxes
What Happened
- Andrew Warden, Chief Marketing Officer of SEMrush Holdings (SEMR), had 2,801 shares of Class A common stock withheld to cover tax withholding related to RSU vesting. The withholding was recorded as a disposition at $11.96 per share, totaling roughly $33,500.
- This was a tax-withholding/net issuance transaction (code F), not an open-market sale or a purchase.
Key Details
- Transaction date: April 1, 2026; Filing date: April 3, 2026.
- Shares withheld/disposed: 2,801 shares at $11.96/share; total value ≈ $33,500.
- Shares owned after transaction: Not specified in the Form 4 filing.
- Footnotes: F1 — shares withheld by the company to satisfy tax withholding on RSU vesting; withholding amount based on the April 1 closing price. F2 — a portion of the shares came from vested RSUs (each RSU = one share).
- Filing timeliness: Report filed April 3 for the April 1 transaction; no indication in the filing that it was late.
Context
- This was a routine tax-withholding/net share issuance tied to RSU vesting (a common administrative action). It does not represent an open-market sale and should not be interpreted as a directional bet by the insider.
Insider Transaction Report
Form 4
Warden Andrew
Chief Marketing Officer
Transactions
- Tax Payment
Class A Common Stock
[F1][F2]2026-04-01$11.96/sh−2,801$33,500→ 338,902.89 total
Footnotes (2)
- [F1]Represents shares of Class A Common Stock withheld by the Company to satisfy tax withholding obligations in connection with the net issuance of shares of Class A Common Stock delivered to the Reporting Person on April 1, 2026, from the vesting of restricted stock units ("RSUs"). The number of shares withheld by the Company to satisfy tax withholding obligations (and the net issuance) is based on the closing price of the Company's Class A Common Stock on April 1, 2026.
- [F2]A portion of these shares represent RSUs. Each RSU represents a right to receive one share of the Issuer's Class A Common Stock upon vesting.
Signature
/s/ David Mason, as attorney-in-fact|2026-04-03